Spearheads From Space
by Larxenethefirefly
Summary: Rose wakes up in a hospital with no memory of how she got there, and finds herself in the middle of a UNIT investigation. Meanwhile, and man she's never met before is claiming to be the Doctor. Part of my Music 'Verse.
1. Chapter 1

Beta'd by Silver :)

This is basically a re-write of Spearheads From Space with Rose, and fits into my Music of Eternity 'Verse, taking place before 'The Greatest Thing'.

* * *

It was a bit of a blur after she saw him regenerate.

The golden fire had barely any time to die down before she was by his side, the Time Lords looking outraged at her presence and the guards chasing after her. They grabbed her arms, but she fought, oh she fought, to stay by him; she didn't know what had happened to Jamie and Zoe and feared the worst, but they were not going to take the Doctor from her. Not again.

"Wait!" the President commanded, staring at her with narrowed eyes. "How did you get in here?"

Rose met his gaze stubbornly. "Not like I'm gonna tell you."

"Your life is in my hands, girl, I'd be wise with your words," he replied, and Rose was only the tiniest bit smug to see the bit of emotion on his face.

Still, she wouldn't back down. "You aren't taking him from me. You can't."

A thin smile crossed his face. "And who are you to stop me? We've already erased the minds of your other… cohorts. You won't even know what you've lost."

Her stomach plummeted. Oh, no. All the good they had done, all they had seen… and they would never remember. It took every ounce of willpower and courage to not break down. "You can't, and I'll tell you why. I'm legally dead on my home planet. There was an explosion before we managed to shut down the doomsday device, and if it weren't for the protection of the TARDIS I'd have been dead. I was at the epicenter. The royal family are the only ones who know of my existence, but I looked up their history one night a few months later. They never again spoke of that event in their lives. And if you are going to erase my memories and return me to that planet, you're going to have to get involved. Change history so that the explosion never happened; you're going to have to interfere. And since you just charged the Doctor for that crime and carried out his sentence, well, you'd better be in that chair next if you think you're going to do the same."

The room was deathly still. The Time Lords in the room were either staring at the President or staring at her. The President himself was glaring at her, a small twitch developing in his left eye. She swallowed. You've gone too far this time, Rose, she thought in despair.

A voice cut out across the silence. "She's Fixed."

As if one unit, everyone turned to face a figure in the back of the room. She was wearing a green robe with her eyes covered, which Rose assumed to be symbolic. "If you separate her from the Doctor, Time will be beyond repair."

The President scoffed. "She's a lowly human. What could she do that be so important?"

"Time does not see species or race or gender," the woman replied. "Time only sees it's own creations. And Time has decreed that she stay by the Doctor's side."

There was a long silence. Finally, the President nodded, but the motion was forced. "If the Seer says so, it must be done," he acquiesced. "Release her."

The guards did so and Rose immediately returned to the Doctor. "Do not think you are escaping so easily, child," the President said, harshly. "You may remain by the Doctor's side, but your memories of your time here on Gallifrey will be removed. And you shall never return, or you will face a punishment worse than death."

As the Seer did not protest, the guards dragged her and the Doctor to his TARDIS, looking the worse for wear. One of them bent over the Doctor and touched his hands to his temple; almost immediately the Doctor stood up and looked around. "Doctor!" Rose cried out, but the guard jerked her and she fell silent.

"He is not awake, merely sleepwalking," the one who woke the Doctor said. Another guard walked into the TARDIS for a moment before leaving. "He will have no recollection of how to fly the TARDIS when he wakes, and as soon as it lands he will revert to his former state."

"Why are you telling me this? I'll forget soon enough," she growled.

The guard blinked at her. "Because we are not uncivilized. So long as you remain a prisoner, we don't want to cause you any distress."

"Yeah, well, bad luck with that, you-" Everything went abruptly black.

* * *

She awoke on the TARDIS floor.

Her head felt fuzzy, as if she had hit the alcohol cabinet recently, but at least there was no hangover. Still, the Doctor normally made sure she passed out in bed, or carried her there when she crashed elsewhere. Groggily, she struggled to her feet and staggered toward the light source, where she found a Doctor-shaped person lying face-first on the ground. The door swung shut behind her and she managed to stagger two steps towards him before passing out again.

Not two minutes later, a UNIT patrol walked up to the scene, intent on finding the meteorites that had struck down ten minutes ago.

"My god," the captain in charge of the party said when he saw the police box. He immediately dropped to his knees beside the young girl, checking her pulse, and the man's. "They're still alive!"

"Sir," one of the privates said, "Is that-"

"Not now, Garret," the captain replied. "Get an ambulance out here." He quickly checked them for any serious injuries, and finding none, motioned at one of his men. "I'm going to the hospital with them and will inform the Brigadier. Thomas, you are in charge of leading the search for the meteorites. If you find anything, contact HQ."

Garret returned. "Ambulance will be here in fifteen minutes, sir."

"Good." He turned back to the man. "If that's you, Doctor, I hope you wake soon."

* * *

Across town, Liz Shaw stormed into Brigadier Lethbridge-Stewart's office. "Was all that really necessary?" she demanded. "Identity passes, guards… I was even searched!"

The Brigadier closed the door behind her. "Security," he informed her, smiling slightly. "Rather amusing, don't you think?"

Liz regarded him, unimpressed. "No, you don't," he muttered, leaning back in his chair. If she hadn't been so annoyed she would have been proud.

"I have important research going on at Cambridge," she informed him, stiffly. And several graduates to keep an eye on, she added, silently. Grant and Lynda had been caught in the supply closet last week and without her there they'd probably try it on her desk.

"Yes, I know," he replied, opening her file. "An expert in meteorites, degrees in medicine, physics, and a number of other subjects. Just the all-rounder I've been looking for."

Liz frowned. She already knew about her credentials, having been there when it happened, and his cryptic ending still gave her no idea as to why she had been dragged out of her lab by men in uniform. "How I feel doesn't matter?" she added, sarcastically.

The Brigadier refused to be affected. "We need your help, Miss Shaw."

"Well, I'm just not that interested in security work." Two could play at this game. They were clearly some sort of secret organization, given that she had never even heard of UNIT before, but they wanted with a meteorologist she'd never know.

"Security?" the man across from her asked, the slightest bit of surprise in his tone.

She shrugged. "Producing invisible ink. That sort of thing."

He seemed amused by her response. "We're not exactly spies here at UNIT."

"Then what do you do, exactly?" she asked, matching his polite tone.

"We deal with the odd, the unexplained, anything on Earth, or even beyond," he replied, leaning back in his chair. His eyes were perfectly serious.

Liz laughed. How could she not? His words were nonsense. "Alien invaders? Little blue men with three heads?" Oh, her mates were going to get a kick out of this. They always complained she could never talk about anything interesting- this would show them.

"Ten tons of alien material drift through space and land on this planet every day," he continued as if she hadn't interrupted.

Oh god, she thought, he's being serious. "And do no harm to anyone," she reminded him. The sooner she was done with the charade the better.

He raised an eyebrow in challenge. "Early this morning a shower of about fifty meteorites landed in Essex."

"Landed?" she asked in disbelief. Despite herself, she was intrigued. "Most meteorites don't even reach the Earth's surface! They usually burn up in the atmosphere."

"These didn't. These particular meteorites came down through a funnel of thin, super-heated air about twenty miles in diameter, for which no one has an explanation." He seemed to be goading her now, as if daring her to believe him. She was almost angry at herself for doing so.

Still, logic insisted that he had to be false. This was her life's work, what she had studied for years to obtain and, while it was possible, it was extremely rare. "There must be an explanation, a natural one," she said, running through calculations in her head.

"I hope so," he admitted. "We didn't find one last time."

She blinked. "Last time?"

"Six months ago, a smaller shower of meteorites, about five or six, landed in the same area."

"That's impossible!" she protested. "The odds against two lots of meteorites landing in exactly the same place must be incredible!"

"They are, Miss Shaw," he said, forebodingly, "They are."

And, against her better judgement, she stayed. She listened to him explain about alien life forms, about past invasions, and about a man named the Doctor.

She was almost relieved when a phone call interrupted them, the man on the other side of the phone confirming that the Doctor, whoever he was, had been found in the middle of a field with someone named Rose. Liz watched as the Brigadier's face finally showed his first real emotion- hope. She wondered just what she had allowed herself to get in to.

"You said you don't believe in aliens, Miss Shaw," the Brigadier asked once he hung up the phone. "Would you like to meet one?"

Despite thinking he was crazy, she said yes.

* * *

When Rose awoke, she was in a bed, a nurse writing something down on a clipboard. "Oh! Hello, dear." The nurse smiled when she saw Rose was awake. "How are you feeling?"

"Where-" Her voice croaked, and she swallowed and tried again. "Where's the Doctor?"

"Oh, he just came by, dear. Said you were doing fine. Do I need to call him back?"

Rose was about to say no, that she needed her Doctor, not the hospital's doctor, when someone grunted in the bed next to her. They were mumbling feverishly and the nurse scurried over calm them down. "What are you doing?" the nurse demanded, rolling him back on the bed.

"I must find my shoes," he grunted, trying to fight her. Rose tried to make out his face, but the nurse was concealing him.

As they argued, Rose sat up in bed gingerly, and when no dizziness overtook her she looked around. Wherever this place was, it was definitely a hospital, but she had no idea how she had gotten there. Had she somehow been teleported out? The TARDIS's shields weren't at par, but so far as she knew nothing could actually get in the timeship, and certainly not remove her from it. And judging from the technology, the planet she was on was still in the early stages of civilization.

A man came into the room- the doctor, Rose supposed, judging from his coat- and rushed over to help the nurse. The man, though seemed to have passed out, and after fussing over him for a bit they relaxed and began talking to each other quietly.

Rose looked at her neighbor. He seemed to be around the same age as the Doctor, but with curly white hair and a longer face. He also snored a little, which Rose would have found amusing if she were in different circumstances.

"Do you know each other?" the nurse asked, smiling at Rose. Whatever she and the doctor had been discussing seemed to have been resolved.

"Er… no." Rose replied.

"Really? You were found together. Thought he was your grandfather or something." The nurse looked concerned. "Oh, he didn't kidnap you, did he?"

Rose shook her head. "No, I've never seen him before in my life. I… I don't know how I got here."

The nurse smiled sympathetically. "You're probably still in shock. Just rest; it'll come back to you."

* * *

Despite her initial reservations, Liz admitted that UNIT had style. The car she and the Brigadier were escorted in was posh, even though the pennants were a bit overkill. The Brigadier, though, answered more of her questions, and by the time they arrived at the hospital Liz was somewhat more assured that no, this was definitely not a dream.

Still didn't stop her from pinching herself, though. Just to be on the safe side.

They walked into a horde of journalists and reporters, all demanding entrance to see the 'fellow with the animal blood'. She assumed this meant the Doctor, and wondered how on Earth they had found out. From the growing anger on the Brigadier's face, he was wondering the same thing.

A reporter shoved his camera in the Brigadier's face and Liz fought to hide her amusement as he gave noncommittal response. At 'training exercise' she nearly lost it; her giggles were hid in the cacophony his reply produced, and shoved through the crowd until they reached the door leading to the hospital proper.

The reporters, realizing they wouldn't get an answer about an alien, switched tactics and asked about the meteorites. By that point, however, the Brigadier was clearly out of patience, and he pushed Liz through the door, muttering under his breath about 'blood sucking leeches'.

"They were asking good questions, though," Liz supplied, wondering if she could make the Brigadier's face turn purple instead of red.

He glared at her and didn't respond.

* * *

Rose looked up as raised voices echoed down the hall and put down the newspaper she had requested from the nurse. She hadn't been terribly surprised to see that she was on Earth- the TARDIS, and the Doctor, were fond of the planet after all- but the date worried her. She still didn't know where the Doctor was and if he was injured, the medical supplies during this century wouldn't do much to help- assuming, of course, he had been teleported like her. For all she knew he could still be with Jamie and Zoe in the war zone.

When the Brigadier marched in, Rose could have wept from seeing a familiar face."Brigadier!" she exclaimed. "Thank goodness you're here."

He looked concerned. "Rose, what are you doing here? And where's the Doctor?"

"I don't know," she said, trying desperately not to cry. "One moment, Jamie, Zoe, the Doctor, and I were in the war zone, trying to escape.. and the next second, I wake up here."

He sat down at the edge of her bed, lying a hand comfortingly on her shoulder. "You were found in the middle of a field near a police box, Rose. Nearly gave one of my captain's a heart attack. Do you remember any of it?"

"No," she replied, shaking her head. "I don't… there's nothing there."

A woman Rose hadn't noticed walked over. "Leave her alone," she said, gently but firmly. "She's frightened, and you questioning her is only making it worse."

The Brigadier looked at her. "Miss Shaw, Rose is one of the bravest women I know. It'll take more than this to knock her off her feet." He turned back to Rose. "I'm sorry this happened, and we'll do everything we can to help." He got to his feet. "Doctor Henderson, where is the other patient?"

"Right there," the doctor replied, gesturing at Rose's neighbor. "He's been mostly unconscious, which is good, because I've never had a patient like him before."

The Brigadier, from where he was examining the man, asked, "What do you mean?"

"Well," Doctor Henderson said, "his cardiovascular system is nothing like I've never seen. And I'm told his blood can't be identified."

The Brigadier was silent for a moment. "It certainly sounds like the Doctor," he said at last, "but I've never seen this man before in my life."

Rose struggled up. "What? Let me see him!"

The woman- Miss Shaw, Rose remembered- helped her from the hospital bed and to the Brigadier's side. The man was sleeping peacefully and, if Rose didn't know better, she would have said he was the Doctor- strange as it sounded, he slept the same as her Doctor did, as if his years had solidified on his features, making him truly ageless.

This man, however, looked nothing like the Doctor. His hair was thick and curly and silver, his face square and defined, his mouth larger, his eyes set wider and not as deep-set. His apparent age was at least correct, but there wasn't even the most basic resemblance in facial features. The hope that had temporarily risen died.

"That's not him," Rose said, quietly. "He's not my Doctor."

As if hearing her voice, the man stirred, and suddenly blinked his eyes open. They were brown, like toffee, not the blue she wanted to see. "Rose?" he asked, groggily. "Where am I?"

She shrunk back. "How do you know me?"

He ignored her, focusing on the man next to her. "Lethbridge-Stewart? My dear fellow, how nice to see you again."

"He seems to know you both," another UNIT officer replied, amusement lacing his tone.

Astonished, the Brigadier shook his head. "But he can't do. Look here. Can you hear me? Who are you?" he demanded.

The man in the bed looked confused. "Don't you recognize me? Rose, you know who I am. I told you, remember?"

Rose looked worriedly at him. "I… I'm afraid I don't remember much. It's… possible that we meant, but…"

His face scrunched up and then realization showed. "Oh. Of course. You were there, but they must have… I need a mirror!"

At his distress, Liz pulled out a compact from her purse and handed it over. The man eyed himself critically. "Oh, no wonder you don't recognize me! The hair, the face… even my eyes!" He turned to look at Rose with a startlingly intense look. "They made you forget, dear Rose, but don't worry, I'll remember for the both of us." His eyes grew cloudy once more. "Oh, but I am tired again. I think I'll go back to sleep, now."

"Wait just a minute!" the Brigadier protested, but Doctor Henderson pulled him away.

"Let him sleep," he said. "He's obviously quite disturbed."

Though the Brigadier looked like he wanted to the exact opposite, he listened to the doctor and turned to Rose. "How are you feeling?"

"I'm… better," she admitted. "The headache is gone, at least."

He nodded. "Doctor Henderson, can she be released? I'm afraid I have a need for her, and there's no need for her to take up more time when you have that man to look after."

"It's against regulation," the doctor said carefully, "but if the young lady is assured of her health, I can't say no. All her tests came back clean. Except for a profusion of white blood cells, she's in perfect health."

The Brigadier nodded. "Excellent. I would like to take that man to London HQ, but with Miss Tyler here I think I can manage. Still, when will he be ready to travel?"

"Difficult to say," the doctor confessed.

"Well, let me know when. I'll leave my number with your secretary. Monro," he said, abruptly, "continue the search for the meteorites."

"Yes sir," the captain replied.

"As for you, Miss Tyler," the Brigadier continued, "let's get you out of those horrid clothes and back into action."

* * *

Rose and Liz talked quietly on the way back to headquarters, Rose mostly asking Liz about her work and background. It was apparent that she was unsettled and worried, her hand periodically clenching as if she was expecting to be holding something. The Brigadier, seemingly lost in his own thoughts, stayed silent.

"I want you and Miss Shaw to work together, Rose," The Brigadier said once they arrived. "Since we don't have the Doctor you're our next best asset."

Rose nodded. "I'll try my best, sir." She fiddled anxiously with her TARDIS key, once again around her neck. She hadn't realized how anxious she had been until she had reclaimed it.

"Have you seen Jamie and Zoe?" Rose asked, anxiously, suddenly remembering that they, too, were absent. "Brunettes, one wears a kilt, the other a jumpsuit?"

He shook his head. "Afraid not. The only two we found beside a police box was you and the other fellow in the hospital."

Rose tried desperately not assume the worst. "Okay." She took a deep breath. "Alright, Liz, what do you need me to do?"


	2. Chapter 2

Chapter Two! Rose and the Doctor reunite, and things become more complicated.

* * *

Rose had helped Liz set up her equipment, a confusing array of tubes, piping, and bottles that she didn't understand, but what Liz assured her would help figure out what the meteorites were made out of. The fragment had been delivered not too long ago and, as Rose examined the piece in her hand- it looked a bit like a plastic football, to her- Liz began pouring something in a beaker. "It's rather inconspicuous, isn't it?" Rose asked. "I'm just worried what was in it."

"What do you mean?" Liz asked.

"Well," Rose said, showing her the piece, "if it was solid we'd have a bit more, yeah? But this looks like… a shell, or an egg. And if this was the only thing found…"

"Then what happened to what was inside it?" Liz finished.

Before they could contemplate that thought further, the Brigadier walked into the room. Upon seeing their tense postures, he paused. "Am I interrupting?" he asked.

"No," Rose said, at the same time as Liz's terse "Yes."

He blinked. "You two are getting along alright?"

"We are," Rose assured him. "It's just.. frustrating. From the tests Liz has run it's definitely not a meteorite."

At the Brigadier's look, Liz elaborated reluctantly. "From what I can tell, it was manufactured. But, if your theory is followed, it could have come from space. There are traces of heat fusion."

"You still don't believe me," he said, and she felt a flash of irritation at his amused tone.

"I deal with facts, Brigadier, not science fiction ideas." She retorted.

"Liz," Rose said, interrupting before things could get heated, "I know it's hard to believe, but I've been out there. I've seen the stars, other planets, even other galaxies. In fact, I'm from the thirty-second century, and was born and raised on a colony planet called Plicea."

She scoffed. "Thirty-second century? Now I know you're mad. There's no such thing as time travel."

"I'm not asking you to believe me," Rose pleaded. "I'm just asking you to consider that there are things out there that cannot be explained by modern science."

Liz stared at them, amazed. The more she was around these people the more convinced she was that she had somehow tripped and fallen in her lab, creating this dream. It was… insane. Time travel, other planets, alien invasions… this was like an episode of a television show, not real life!

"You're seriously expecting me to believe this?" she demanded. "In some… alien called the Doctor who may or may not be able to change his face? In time travel?" Liz shook her head. "If I knew I was getting caught up in crack-pot theories, I would never have agreed to help. I should leave, right now, and leave you to your… delusions!"

The Brigadier moved to cut her off. "I'm afraid not, Miss Shaw. Until we have this figured out, you are required to be here."

"Leave her alone, Brig," Rose said, resting a hand on Liz's arm. "It's hard for anyone to accept. But, Liz," she continued, "aren't you the least bit curious? Don't you wonder how this meteorite is possible, even though what you know insists it can't be? Don't think of this as insanity, just think of it as an experiment. You are more than able to leave after we're done-" she shot the Brigadier a glance when it looked like he was going to protest, "- but for now, please, just stay. I don't know anything about this stuff, and I need your help, with the Doctor missing."

There was a long, strained silence. Liz looked at the door, not five feet from her; it'd be easy to escape Rose's hold and dart around the Brigadier if she moved fast enough. But Rose was right. She was curious. The meteorite simply could not exist, and yet it did, and she wanted to know how.

"Alright," she finally said. "I'll help. So long as you swear that once we're through, I won't ever have to deal with you again."

Rose smiled in relief. "Oh, thank you. You won't regret it, I promise."

As Liz went back to work, the Brigadier turned to Rose. "You're assuming a lot, Rose," he muttered, irritated. "Now that she knows about UNIT, we can't simply let her go."

"She's here for a reason, Brig," Rose replied quietly. "Trust me. If there's one thing I learned from the Doctor, it's that coincidences don't happen. I may not be able to see Time like he does, but I know for certain that she's important."

They were interrupted by the arrival of the several men delivering the TARDIS, and Rose nearly cried from relief. If the TARDIS was here it meant the Doctor was, too. "Oh, you gorgeous thing," she said, reverently, fumbling with the key around her neck. Liz eyed her in suspicion as the Brigadier watched in interest. "I've missed you."

The key slid in and turned the lock, and she slipped inside the doors. The TARDIS hummed at her in welcome, the console still bright and welcoming. She ran her hand over the console in welcome, then ran to her room to change. Her clothes were dirty and uncomfortable, and she would have given anything for a shower.

She quickly stripped and stepped into the shower, sighing with relief. Then she sank to the floor and cried.

* * *

Out in the lab, Liz watched from the corner of her eye as the Brigadier discussed tactics with the military liaison. Though jargon was thrown about, it didn't take much to realize that they really had no idea what was going on and were simply trying to buy time and keep the public unaware and appeased. She suddenly wondered just how many times they had done this; how many events had been written off as natural disasters or routine training exercises. Her earlier doubt began to resurface. Maybe they were right…

She shook herself. It didn't matter. She'd figure out what this meteorite was, then leave, go back to her lab at Cambridge and her silly grad students and her research. And she was happy about it.

A private walked in as the liaison was leaving, giving him a status update over the man at the hospital. "You shot him?!" the Brigadier exclaimed and Liz suppressed a smile.

"We didn't know who he was, sir!" the private protested. "For all we knew he was a hostile!"

The Brigadier sighed. "You are dismissed, private."

"What happened?" Liz asked.

"The man at the hospital escaped," he replied. "Oh well. At least he won't get very far."

"You mean before your men shoot him again?" she snarked, and noticed one of the containers bubbling. Oh, that was interesting. She quickly wrote it down.

He shot her an annoyed glance. "I don't find that funny. But if he is the Doctor, he we have his TARDIS. And he's stuck here on Earth without it."

"Assuming Rose doesn't make off with it first," Liz replied. "What is she doing in there anyway? It's much too small for her to do much of anything."

"You might be surprised," he muttered, then straightened. "Anyway, the Doctor wouldn't leave without her, and she him." He slid the key into the lock, then walked inside as well.

Liz stared, astonished. How on earth could two people fit in there.

He exited soon enough, looking troubled. "Well, it's certainly the TARDIS. But Rose is no where to be found."

She laughed. "What, got lost in the dark inside that small thing?"

He flashed her an irritated glance, but before he could reply the phone rang. He went over to answer it. "Yes?"

"Sir, there's someone called the Doctor here to see you."

"The Doctor?" he said, confused and Liz watched him expectantly.

"Yes, Sir. He says you know him."

"Show him up at once." He hung up. "How the devil did he find this place?"

Liz continued with her experiment, certain that it was yet another nutter arriving on the scene. "Your mystery alien, then?" she commented.

"Yes," he replied and walked away. Liz wondered if it would kill him to smile.

She wasn't too terribly surprised when the man from the hospital spoke up. "Hello, my dear old fellow. Suppose you were wondering how I found you?"

Liz almost smirked when the Brigadier grudgingly replied in the affirmative. The Doctor babbled something about a homing device before walking over to the police box. "Oh, there she is!" he said, clearly delighted. "How kind of you to look after her for me. Do you happen to have the key, by the way?"

She waited for the current reaction to take place- or not take place, as had been the result more often than not- and sat back to watch them. The Brigadier still seemed slightly wary of the man, as if watching a container of explosives near a fire. Then again, she figured, if one of her friends up and changed their face and personality on her, she'd be suspicious, too.

"I do, but I'm not giving it to you," the Brigadier replied.

"Why ever not?" the Doctor demanded.

The Brigadier tilted his head, considering the man in front of him. "For one, Rose is onboard, so if you need anything she can retrieve it. And for another, I have questions to ask, and I'd rather not have you leave before I'm done."

The Doctor, or whoever he was, looked irritated. "My dear Brigadier, it's no earthly good asking me a lot of questions. I've lost my memory, you see."

Though Liz could not see the Brigadier's face, she imagined it looked quite stern- a bit like the professor she once studied under, who was quick to criticize even the smallest of errors. "Rather convenient, don't you think?" the Brigadier replied. "Rose lost her memory, too, and here you are claiming the same thing. How do I know you aren't an imposter? After all, Rose didn't know you."

If she hadn't been paying attention, Liz would have missed the brief flash of misery crossing the man's face. "You don't know," he finally replied. "Only I can know that." He moved, suddenly, inspecting Liz's equipment, and she bristled. If he touched one item he was going to get a tongue-lashing. "What do you think of my new face, by the way? I wasn't too sure of it to begin with, myself. I suppose Rose doesn't like it, otherwise she would have stayed; she has eyes for the pretty boys, Rose." He paused, looking a bit concerned, before shaking his head. "Ah, well. She'll emerge soon enough and I can ask. This face sort of grows on you, though. Very flexible. Could be used on the planet Delphon, where they communicate with their eyebrows. Well, that's strange," he said, turning around to face the Brigadier accusingly, "how on earth did I remember that?"

"Doctor?"

All three whirled to face the police box, where Rose had emerged, hair wet and in a change of clothes. Liz wondered about the implications of that. "Is that really you?"

The Doctor's face had grown soft as he smiled at her. "Hello, Rose. Sorry to have scared you; that wasn't my intention, I assure you."

She walked over to him, hesitantly. He held out his hand and she looked at it suspiciously before slowly taking it. A look of wonder spread across her face. "It still fits," she said, breathlessly, then flung her her her arms around him. "I missed you!" she exclaimed, her voice muffled by his shirt.

He hugged her back, body sagging slightly into hers. "I did too, Rose." He stepped back, hand on her shoulders. His voice was serious. "What do you remember?"

Rose shook her head, nibbling at her bottom lip. "The last thing I remember is trying to escape the war zone. Jamie and Zoe were there, and so were you. You said something about Gallifrey, and then…nothing."

He sighed. "I was worried this might happen." He paced for a bit before looking at her once more. "I don't remember much either, but this seems to be a by-product of my change, not due to a tampering of the memories. Once I recover, my memories should come back."

"Someone tampered with my mind?" Rose asked, distressed.

He hugged her again, brushing the faintest of kisses on her head. "It's fine, Rose. I'll find a way to get them back. Who knows? Maybe your memory loss is a by-product, too."

Though Rose didn't look convinced, she relaxed her hold on him. Liz noted, however, that their hands still hadn't caught the message and remained entwined.

"Ah, hello," the Doctor said, finally catching sight of her. "Don't believe we've met."

"Liz Shaw," she replied, holding out her hand. He shook it enthusiastically. "Meteorologist from Cambridge. I'm helping UNIT out."

"Delighted to meet you," he replied, grinning.

"What are you a doctor of, by they way?" she asked, curious.

"Practically everything, my dear," he replied and Liz snorted. Not in the least bit humble, him.

Rose gave her an apologetic glance as the Doctor began to examine the equipment.

"From what we can gather," the Brigadier finally said, apparently deciding that now was as good as a time as any to continue their discussion, "was that you and Rose arrived early this morning in a shower of meteorites."

"Did we really?" Tthe Doctor asked. "How exciting."

Rose grinned and bumped his shoulder. "We always knew how to make an entrance."

"Well, objects from space, at any rate," the Brigadier confessed. "You realize I can't let you go until I'm certain there's no connection?"

The Doctor stood up as if to protest, but Rose beat him to it. "Of course," she said. "I was planning on helping you anyway, and if we are connected, it might give us a clue as to what happened. Right, Doctor?"

He frowned at her. "Rose, I can assure you, those meteorites have nothing to do with our memories. Whatever they are, they are certainly separate from us."

"Still," Rose said, "The TARDIS landed here for a reason. She hasn't led you wrong yet, yeah? We might as well stay and help."

He looked at her, then sighed. "Fine, fine, we'll stay. I'll help Liz here in the lab, and you can join the Brigadier in whatever… investigation he's doing," he said in disgust. He turned back to the lab table. "Oh, what are these?" he asked, picking up the shards of meteorite after dropping Rose's hand.

"Those are bits of what the Brigadier thought might be a meteorite," Liz explained. The Doctor frowned over them a bit.

"Plastic?" he asked, considering the material in front of him.

Liz joined him. "It's not thermo-plastic and neither is it thermo-setting. And there are no polymer chains."

"That's interesting," he muttered and, after sniffing it, put it down. "Wonder what was inside?"

"Yes, Rose said the same thing," Liz replied. "But I couldn't find any residue on the shell."

"Well, whatever it was, it's gone now… or collected," he commented, and Liz couldn't help but think he and Rose were very good at delivering ominous pronouncements.

"So, I take it you're going to help us?" the Brigadier asked.

"If I do, will you give me back the key?" The Doctor shot back.

"Possibly," the Brigadier retorted and Rose smothered a laugh. He was just pulling the Doctor's strings, now, trying to get a rise out of him.

"Then leave me alone so Miss Shaw and I can go to work." He turned back to Liz. "I don't have to keep calling you Miss Shaw, do I?"

Liz smiled. "No, no, Liz is fine." She quite liked the man, even if he was odd. She would like anyone who managed to get the Brigadier so riled up.

"Liz is much better," he replied, satisfied. "How much of these came down?"

The Brigadier considered. "About fifty, as much as we can tell."

The Doctor's frown deepened. "And you only found fragments?"

"One, yes," the Brigadier replied. "But there was an accident. It disappeared."

The Doctor straightened, looking serious. "Then the answer to your question is obvious, isn't it? By the time your search party arrived, the rest of these things had been collected. Collected and taken somewhere."

"Where, though?" Rose asked.

All four fell silent, the implications of that sentence troubling.


	3. Chapter 3

Part Three! Liz gets angry, Rose is ambushed, and the team investigates a plastics factory.

Also, I fixed the scene dividers in the previous chapters. Apparently FFnet doesn't like my original method.

* * *

The Brigadier had sent her out in the field, since the Doctor was in the lab. "Divide and conquer," he explained and Rose soon found herself in a hastily erected tent with several UNIT officers. It took a while to explain why she was there, but after mentioning the Doctor and the Brigadier a few times they seemed to settle down and explain what little they had found.

"All the meteorites seem to have vanished," the captain explained. "We can't make hide nor hair of it."

"The Doctor thinks someone got to them before you did," Rose replied. "Would explain why the one at the accident went missing."

The Captain looked perturbed by this. "Is he sure?"

Rose shrugged. "Only reason why the disappeared, Sir."

"Sir!" a private said, carrying in a man who was shaking like a leaf. "We caught a trespasser. Keeps mumbling about plastic men."

"Bring him in."

The man was sat down on a crate, eyes wide and staring at some unknown horror. Rose immediately went to him, laying a hand on his shoulder. "You alright, mate?" she asked, quietly.

He was trembling under her palm. "No hair, no eyes, just stares," he muttered.

"We can help you, you just need to tell us what's wrong," Rose said.

He continued as if he hadn't heard her. "Men, creatures… made in the factory!"

Rose blinked, but didn't show her surprise. "It's alright now, we've got you. You're safe here."

The man moaned and curled in on himself.

* * *

Once the Brigadier and Rose had left, Liz and the Doctor started their tests with gusto. To her immense surprise, she genuinely enjoyed working with him- he was intelligent, witty, and asked all the right questions. Though he tended to order her around a bit, she didn't mind- she was learning, and it had been ages since she had been this excited about a project.

The Doctor had requested different equipment and, after they had cleared and disposed of the chemistry instruments, their work began again. They were currently monitoring for electrical impulses, based off the Doctor's theory that the shell they had was the actual ship. It was crazy, in Liz's opinion, and she was certain he was just grasping at straws, but she went along with it. After all, none of her ideas had worked either.

"Are you getting a reading?" she asked, watching as the instrument flickered in the red.

"Nope," he replied, clearly disappointed.

Aggravated, Liz threw her pencil down in a fit of rage. "Well, that's it. I can't think of anything else we can try!"

The Doctor scribbled down some of his readings. "Don't worry m'dear. We've done our best."

Liz didn't want to hear that. Never had there been a problem she couldn't solve. " I can't understand it. We've tried a dozen different methods of analysis and haven't identified a single element!"

He raised his eyebrows at her. "Well, what can you expect with such primitive equipment?"

She stared at him in disbelief. "Primitive?!" she couldn't believe this man! All her previous good thoughts were forgotten. "We have lasers, spectrographs, micron probes…"

He waved his hand in dismissal, cutting her off. "Yes yes yes, I know all that. What we really need is a lateral molecular rectifier."

She didn't catch his hesitation before saying the name. "What on earth is that?" she asked, convinced he was yanking her chain.

"Not on Earth, unfortunately," he replied, looking thoughtful. "But I think I have one in the TARDIS."

She looked at him skeptically, then directed the look at his presumed spaceship. "In there?"

He nodded and looked up at the ceiling, as if running through a mental catalogue. "Yes. I'm sure I have one somewhere." He paused and tilted his head. "But I'm sure I used one some time in the past, or was it the future?"

Liz remained skeptical. "Doctor, you really do have scientific equipment in there?"

He looked at her, eyebrows raised. "My dear Liz, I have an entire laboratory."

She couldn't help it- she laughed. There was no way half of her equipment could fit in the police box, let alone an entire laboratory. And as for the incident with Rose and the Brig… well, they were probably pulling a long, elaborate prank on her. She wouldn't be surprised if hidden cameramen popped out saying that she'd been had.

"I'm sure you do," she replied, after she stopped giggling.

The Doctor was watching her patiently. "It's true. Well, you think that the TARDIS isn't big enough, don't you? That's because you keep looking at it simply as a police box."

"Well it is only a police box!"

He didn't seemed phased by her answer. Instead, he continued regarding her with that serious look, as if willing her to believe him. "Oh no, not once you get inside it, it isn't. You see, Liz, the TARDIS is dimensionally transcendental."

Liz frowned. She understood what he meant, in theory- but the actual application was impossible. "I see," she said, not wanting to encourage his delusions further. She couldn't help the smile, though, because he was clearly quite mad.

"Yes, it would take far too long to try and explain that to you." He stood up and walked over to the TARDIS. "The important thing is that we've got to get this material analysed."

"And you can do that with your equipment?" she challenged.

"Oh, it's child's play," he replied, turning back to her. "Only trouble is, it requires two people to operate, and Rose isn't here. And in order to get Rose, I need the key to the TARDIS, which Lethbridge-Stewart has taken so I can't get inside."

Liz considered. Lethbridge-Stewart was obviously a powerful man, even if his organization was slightly shady. But she was still certain that the Doctor was delusional, and if this was the best way to break it, well, so be it. "I suppose it is your property," she said at last.

(she ignored the small part of herself that believed him and was fascinated to see if his claim held true. If so, it would be an extremely important scientific find)

"Yes," he said, a conspiratorial note in his voice. "Of course, there is always the possibility that you might be able to persuade him to part with it."

She stared at him in astonishment. He winked.

* * *

Rose was in charge of mapping the areas the patrols had already covered and coordinating the various groups, while the captain reported in with HQ. He had been on the phone for a while now already, updating the various people in charge and relating the news of their current visitor. So far no one seemed too serious on the shaken man's claim of plastic people, but from what Rose could tell the Brigadier, at least, was being sensible and asking the right questions. He had yet to arrive at HQ, but from the captain's replies it seemed that the Brigadier was going to question him.

He set the phone down at last and turned to Rose. "How is the search going?" he asked.

Rose shrugged. "Everyone is accounted for, but so far nothing. Not even fragments. Whoever took the meteorite is probably long gone."

He sighed. "Concentrate more to the north, then. If the man's story is right, they may have headed to the factory."

They were interrupted by an older man barging in the field tent, a harried UNIT officer following him. The captain frowned. "What's going on?"

"Civilian, sir," the officer replied. "Wants to know how much reward for finding a thunderball."

"Thunderball?" Rose asked, amused. "Is that what people are calling it now?"

The captain frowned at her, then turned back to the newcomer. "What's your name?"

Now that he had, apparently, gotten what he wanted, the man looked surly. "Seeley, sir. Sam Seeley." He peeked at Rose then stared at the grass, as if intent on counting each blade.

The captain handed Rose a pen and paper, and though she glared at him she held her tongue. It wasn't the man's fault he was born in an era where women were still seen like trophies. Still, if he continued, she'd let him have it once they were alone. Irritated or not, she wasn't about to usurp his power in front of those he was over.

She wrote down the information Sam Seeley gave, listening closely and watching his body language. It was immediately clear that he was testing the waters, not wanting to give away any information unless it was to his benefit.

"Captain," Rose asked, when the questioning proved to be ineffective, "if I may?"

He looked ready to argue, but as he was getting nowhere with Seeley he finally gave in. Rose knew from the look on his face that he wasn't expecting much. She, however, had travelled with the Doctor, and knew how to interrogate like the best of them.

She stood up, eyeing Seeley for a moment. He met her gaze for a second, and she knew the exact moment he wrote her off as the more sympathetic person. His next words only cemented it. "I'm a poor man, missus, I don't know nothin'."

Rose smiled grimly. "Seeley, you do realize that UNIT is a part of the United Nations?"

He looked confused. "Ma'am?"

"As a result, we are outside the law of London, sir. We only answer to the UN, and while Her Majesty graciously allows us to maintain a base, we do not directly answer to her." She narrowed her eyes. "And because we do not answer to Her Majesty, we are allowed to legally search your house for anything we consider hostile. So either you tell us what you know and maybe get something in return for your help, or you continue to stand here and waste our time while I send out a unit to search your house and not give you anything. Do you understand me?"

He stared at her wordlessly.

* * *

Liberating the TARDIS key from the Brigadier was surprisingly easy. He was in the middle of an interrogation and as soon as his back was turned, Liz grabbed it off his desk. Heart pounding and something suspiciously like excitement rising up within her, Liz hurried back to the lab and handed the key back to the Doctor.

"He's going to be terribly cross with you, you know," the Doctor remarked.

She smirked. "Well, if you hurry he mightn't even miss it."

He smiled, although she noted with interest that it wasn't the same smile that he used when Rose was around. The key slid in with little difficulty, and he was soon inside the TARDIS.

Almost immediately after she heard the Brigadier enter and she leaned against the TARDIS nonchalantly. He didn't seem amused and his voice was angry. "Miss Shaw, where is the key?"

She didn't reply. The less said, the better, she figured.

"You've given it to him," he realized. He seemed resigned.

"He needed some equipment," she replied, more amused at the Brigadier's irritation than the Doctor's absence.

"Equipment?" the Brigadier asked. "I had no idea you could be so gullible. It's just an excuse. We shan't see him again."

Liz rolled her eyes. "Oh, please. You said yourself he wouldn't leave without Rose, and he has no idea where she is."

The Brigadier looked grim. "Just listen."

Liz jumped as a groaning, echoing noise sounded out and the Brigadier gently pulled her away from the TARDIS. Though it sounded a bit like an engine about to die, Liz was upset that the Brigadier was right. She was gullible. Excited at the opportunity to see a piece of machinery that she had never used, she had let the Doctor manipulate her.

An explosion sounded and smoke started pouring out of the TARDIS. The Doctor emerged like a guilty child. "Just testing," he said with an attempt at an innocent smile. "I wanted to see if the controls-"

"You tricked me," Liz accused, unconsciously slipping into the voice she used when reprimanding her graduate students.

He had the decency to look ashamed. "Yes." He looked mournfully at the TARDIS as he closed the door. "The temptation was too strong, my dear. It's just that I couldn't bear the thought of being tied to one planet and one time." To make the image complete, he sat down on a stool and hunched over. She could almost imagine a dunce cap on his head. "I'm sorry. It won't happen again."

The Brigadier strolled over, holding out his hand. "Give me the key, Doctor."

The Doctor looked at him pitifully. "Must I? The TARDIS no longer works, as you saw."

Oh god, Liz thought. They look like a parent and child. Despite the Doctor being several years older, there was a definite connection there. It was like the key was some beloved stuffed animal and he was being punished for peeing on the wall. The Doctor was even avoiding eye contact.

"Will you give me your word you will not try to escape again?" the Brigadier asked sternly.

The Doctor straightened a bit. "I couldn't escape even if I wanted to. They've trapped us here!"

"Who have?" Liz asked.

"That mean, despicable, underhanded lot! They've changed the dematerialisation code," he grumbled.

Even the Brigadier looked properly confused. "The what?"

"The demateriali-" At their blank looks he sighed. "It doesn't matter, you wouldn't understand anyway."

"There's a great deal that I don't understand," the Brigadier said, apparently trying to be diplomatic. "But one thing I did understand, Doctor, was that you promised your help."

"Yes, well, I've tried to help you the best way I can, but I need more evidence. I need more to go on." The Doctor sounded frustrated and Liz wondered if he had given up.

Calmly, the Brigadier replied, "Well, in that I may be able to help you."

They all trooped back to the Brigadier's office. "This is Ransome," the Brigadier said. "He found something at his former place of employment that you might find interesting, Doctor."

Liz listened as the man explained what had happened. Apparently his business partner had cut him out of the profits, and when he went to complain he found the warehouse completely empty and fully automated- something he had never even imagined his business partner doing, since he was firmly convinced that jobs were something that England couldn't have enough of. By the time he reached his partner's office, he knew something was off, especially when his partner refused to give a straight answer on why he had cut him out of their deals. What really tipped him off, however, was when a man he had never met before came into the office just after his partner begged him to stay away from his former workplace. Almost immediately it was like he flipped a switch, becoming cold and impersonal.

Worried about his partner, he figured out a way to sneak into the factory in order to talk to his partner alone and find out why his workshop was off-limits. Once he knew that the coast was clear, he had sneaked back inside and broke into his workshop, only to find a line of life-like plastic dummies and equipment he had never seen before. He had only fled when one dummy came to life, and tried to shoot him with some sort of laser that was hidden in its hand.

"I think," the Doctor said, after listening to the man's story, "that a trip to the factory is in order."

* * *

After Rose had her way with him, Seeley was submissive and answered every question they had, shooting Rose nervous glances. The Captain continued to question him as a private rung the Brigadier, informing him of one of the orb's existence. Rose bit back a smile as the new name was used. She really hoped they settled on one soon.

"You hid it in a trunk?" the captain asked, outraged, once the man finished his story. Apparently he had been poaching for rabbits when one landed near him, and he had smuggled it passed the UNIT officers on patrol.

"Couldn't think of no other place to hide it," he said, meekly.

"Don't you realize these things could be dangerous?" the captain exclaimed.

The sound of slamming car doors cut them off and Rose grinned as she bounced over to the Doctor. "Have fun?" she asked, grabbing his hand and swinging it.

He smiled down at her. "Not as much as fun as you, I heard. You didn't break him, did you?"

Rose rolled her eyes. "I was gentle, Doctor. As you can quite clearly see for yourself."

The Brigadier joined them. "Doctor, I'm going to Seeley's house to retrieve the orb. You are welcome to join us. Rose, I would like you to stay here with Ransome. I think what happened at his factory and the meteorites are connected, and I would rather keep him away from them."

Rose nodded. "Understood." She turned back to the Doctor. "You, be good."

"I'm always good," he protested. At her narrowed eyes, he sighed. "I'll try my best."

Seeley's cottage wasn't far and, as they walked up, Liz thought that the house was quite cozy. It wasn't her ideal place to live, but when she was a little girl her grandmother owned a house quite similar, and she had spent many summers playing in the surrounding fields. Her Uncle Fred and his family had since inherited it, but she was still invited 'round for Christmas dinners.

After no response, the Brigadier tried the door, only to find it was unlocked. Liz fought an uneasy feeling as they entered, and when she saw the ransacked home, she feared she knew exactly why Mrs. Seeley hadn't opened the door.

The Brigadier and the captain ran outside when they heard movement as Liz examined a picture frame that had fallen to the floor. The young couple in the photo were dressed as if in a wedding, the woman staring adoringly up at her husband, he staring imposingly at the camera. She assumed it was of the Seeley's, since it looked like it had been directly over the fireplace.

Gunshots suddenly erupted from outside, and she and the Doctor quickly picked their way through the rubble to see the two UNIT officers firing at a plastic man dressed in blue jumpsuit.

Liz immediately ran over to the fallen Mrs. Seeley, who was, thankfully, still breathing, although there was a nasty gash in her head that was still bleeding. The Doctor went over to a trunk that was lying open, pulling out the glowing orb that was resting within. It was giving off a faint ringing sound, the light within pulsing to the sound.

She was carefully lying her coat over Mrs. Seeley when the Brigadier came over, the Captain chasing after the dummy. "How is she?" he asked.

"Alright so far as I can tell," Liz replied. "I think we need to get her to the hospital though." She tucked the ends of her coat around the woman gently.

"I'll call an ambulance," he replied, then made his way to the house.

The Doctor was staring intently at the orb. "This is really most interesting," he muttered. "We must examine it in the laboratory."

Liz looked at him. There was a woman not a foot from him, bleeding, and he was looking at the orb like it was some undiscovered species of… beetle. She could imagine now, more than ever, that he was an alien. "What do you make of it?" she sighed.

"Rose was right about the shape," he said, turning it over in his hands. "The signal it's giving off must have been muffled by the metal of the trunk. It's most interesting."

Liz remembered the fragments in her laboratory and shuddered. "Suppose it explodes like the other one?"

"There's no reason why it should as long as we treat it gently," he denied. "Well, unless…" He stared at the orb pensively.

"Unless what?" Liz asked, alarmed.

"Unless it has a built-in destruct impulse," he replied. "In that case, we'll just have to risk it."

"Doctor," Liz said worriedly, "suppose that thing comes back for it?"

He shook his head. "The Brigadier and the captain scared it off; it shouldn't come back." He placed the orb back in the trunk and closed the lid. "And this way, it can't follow us."

She still couldn't shake her unease.

* * *

Ransome, having been through the wringer at UNIT and exhausted after his fright, had fallen asleep on the makeshift bed Rose had made out of the bench. It wasn't much, admittedly, but the man was grateful for just a moment's peace. He was asleep within seconds and Rose spent the time jotting down notes, trying to find a correlation between what Ransome had told her and what she knew herself.

Ransome had been gone from the facilities for six months and, according to the Brigadier, that was when the first volley of 'meteorites' had arrived. Just like this time, none had been recovered.

She estimated that was when the factory had been taken over. Whatever had been inside the orbs headed for the first sign of civilization it could find, and Ransome's business partner had been unable to stop it.

What Rose didn't know was what had been in the orbs originally. Ransome had described plastic men, but they were much bigger than the orbs. Unless… she frowned. Were they also bigger on the inside, like the TARDIS? He had assured her that it was Time Lord technology, but that didn't mean other species couldn't have figured it out as well.

Maybe plastic was some form of temporary containment until the creature inside could find- or build- a suitable host? Rose added it to her list.

Something tore and movement caught her eye. She stared in shock as a plastic dummy tore into the tent. Ransome woke up with a garbled scream, staring at the intruder in horror.

Rose grabbed for the nearest object- a tea kettle on a portable stove- and threw it at the dummy. Unfazed, it focused on Ransome and, when part of its hand unhinged to reveal a gun, she panicked. A UNIT officer had left a spare gun lying on the table, and she grabbed it and fired.

However, so did the dummy. Ransome was flung off the bench from the force and Rose didn't have to look at him to see that he was dead. She aimed and shot its hand, where the built-in gun shattered. Behind her, the corporal stationed to watch over Seeley rushed in. Clearly outmatched, the dummy ran, exiting the same way it came.

Rose dropped the gun with shaking hands, then walked over to Ransome. Her mind numb, she checked his pulse and shook her head at the Corporal's look. "He didn't stand a chance," she said, quietly.

He looked upset. "It's my fault. I should have-"

She shook her head. "No one expected this. It's not your fault." Carefully, she rearranged Ransome's body, folding his arms over his chest and straightening his legs. "You best call the Brigadier and let him know what happened."

* * *

Mrs. Seeley had been picked up by an ambulance when the captain returned from the house, troubled. "I just got off the phone with the corporal, Sir. The dummy went there after it lost me in the woods. Ransome has been killed."

The Doctor looked up sharply. "And Rose?"

"She's fine, Doctor. A bit shaken up, but otherwise unharmed."

The Brigadier's face had taken on a blank expression, but Liz had seen it often enough that she knew it was an effort to not let his emotions get the better of him. "I want a cordon around that plastics factory. That.. creature, robot, obviously came from there. Ransome described something exactly like it, and judging from this incident, whoever is in charge wants no witnesses."

The Doctor's face had hardened. "And until we know more about these things, we'd best proceed cautiously."

Liz knew what he did not say- now that Rose had also been exposed, he would do anything to protect her. She only wondered if that courtesy would also extend to her as well.

The Brigadier was interrogating the corporal who had remained to watch Seeley, who was now at the hospital with his wife. "He cut his way in, Sir. I had no idea he was even approaching; Seeley was putting up a fuss, and while I was trying to calm him down Ransome was attacked."

"Regardless, a man is now dead," the Brigadier replied. "You're lucky Rose wasn't injured either."

"Sir?"

He gestured to where the Doctor was squatting by Rose, both talking quietly. His hand was cupping her face and he was plainly worried. "Ranks don't matter to the Doctor. And since he isn't a citizen of Earth, he is outside of my control. Only a shared history allows me the slightest modicum of respect. Had Rose gotten hurt, or worse, there would have been nothing I could do."

The corporal blanched at his hidden meaning and nodded.

Meanwhile, Rose had grown quite impatient with the Doctor's fussing. "I'm fine!" she insisted. "Just shaken up. This isn't the first time I've seen someone die in front of me."

"You're still shaking, Rose," he replied sternly. "At least get back to HQ so I know that you will be fine."

She stared at him defiantly. "I'm going with you. I'm not afraid of them, Doctor. And the safest place I can be right now is with you."

He frowned, but gave in. "Don't wander off," he said, sternly, and she gave a mock salute before joining Liz.

Rose was clearly irritated with him, but he couldn't bring himself to care. His memories of what had transpired on Gallifrey were still fuzzy, but with the lack of Jamie and Zoe, and his regeneration, he could connect the dots. Why Rose had been allowed to stay with him he did not know, but he wasn't questioning it too hard. Yes, the loss of Jamie and Zoe pained him, but without Rose…

He removed that train from its tracks and walked up to the Brigadier. "From Rose's description, the thing that attacked Ransome was the same one we saw," he said. "We'd best head to the factory and find out just what is going on there."

The Brigadier nodded. "It sounds best." He hesitated. "Should I ask Rose to head back to headquarters and stay with the orb?"

A wry smile crossed the Doctor's face. "Brigadier, if there's one thing I've learned about Rose Tyler, it's that she refuses to stand by meekly when she can do it herself. And woe befall the one who tries to say otherwise."

The Brigadier considered this. "I would rather not find out," he said, gravely, the Doctor clapped him on the shoulder.

"Good man. Now, let's be off!"

* * *

The factory was eerie. Rose stayed close to the Doctor's side, hand in his, as the unnervingly silent woman led them to the owner's office. "Bit ominous, isn't it?" she asked, quietly, as the machinery towered above them.

He squeezed his hand but didn't respond, and Rose realized that he wasn't going to respond with some ridiculous saying to reassure her. He was different, now. She still wasn't quite sure how it happened. When this was over she intended to sit him down and demand answers. Especially on where Jamie and Zoe were. She had asked him on the ride to the factory, but he had deflected it. Even though she hadn't yet grown to know this new him, she could tell that he hiding something.

"Surely someone must be monitoring all this equipment," Liz said, quietly. She and Rose exchanged uneasy looks.

They finally reached the office, the silent woman walking into the room and pointedly closing the door, making it clear they could not enter until allowed to do so.

"Captain Munro phoned ahead, right?" Rose asked.

The Brigadier nodded. "He knows to expect us, even though he may not know the true nature of our visit."

Moments passed, until the silent lady from before finally opened the door. They filed in and she closed it behind them, the door closing ominously.

The man behind the desk smiled at them. "Hello, Brigadier. I was waiting for you. Do sit, and you too ladies."

Liz accepted a chair, but Rose declined, opting to stay by the Doctor. He looked down at her and she nodded, relieved that some things stayed the same.

"How can I help you?" George Hibbert asked, to all accounts open and relaxed. Rose eyed him critically, seeing how his hands, hidden behind the desk, shook slightly, and the thin bead of sweat on his forehead trickled down. He was nervous.

The Brigadier explained their story, starting with the meteorites that had first fallen, six months ago, and ending with Ransome's death. Throughout the narrative Hibbert's eyes periodically flicked towards the door, as if he was expecting someone to come in. His hands also fidgeted with his cuffs, and though it seemed as if he was making eye contact with the Brigadier, Rose estimated he was really staring at his nose or his hairline.

"What an extraordinary story!" Hibbert finally said once the Brigadier was done. "Meteorites containing some sort of alien from space, robot men… though Ransome's death is upsetting, the man clearly hadn't recovered from his stay in the hospital. He was clearly delusional."

"We have to check on every story, Mr. Hibbert, however extraordinary they may seem," the Brigadier replied.

Hibbert tilted his head. "I'd like to hear this story from someone who actually saw it happen."

The Doctor gave Rose a sharp glance, but she was already stepping forward. "I was there when Ransome was killed. The thing that killed him was indeed a plastic dummy, one that we believe originated from this factory."

Hibbert sighed. "I'm afraid you have been caught up in a hoax." He sat forward, crossing his hands on top of the desk- Rose blinked when all previous signs of anxiety vanished. It was like Ransome described, even down to the change of tone. "My former partner was a brilliant man, but quite caught up in visions of grandeur. Before he left he approached me with an idea- mechanical dolls, he said. I turned him down because the design was impractical. I gave him free reign while he worked here, and I'm afraid that was what partially caused this delusion; when he told me his plans, I said no. Shortly thereafter he got sick, and I blocked off his workshop so that it wouldn't be touched until he returned. I didn't think to check what was inside- he must have already started the project before he told me."

"So you think he made his… experiments… kill him?" Liz asked, skeptically.

"Or at least programmed them to fake his death," Hibbert replied. "I wouldn't be surprised to find him missing from the morgue when you return."

Rose felt the Doctor stiffen slightly. "What exactly are you making here in the factory, then?" he asked.

Hibbert looked surprised, as if he had forgotten about the Doctor's presence. "Plastic dolls, of course, but our new line is display mannequins for shops. We send them all over the country."

"And can these mannequins actually move?"

Hibbert forced a laugh. "Well, they're flexible, of course. That's why we captured the market. But I assure you they can't move on their own."

He was once again avoiding eye contact. Even with the sudden confidence boost, he really was an awful liar.

The Brigadier spoke up. "So Ransome must have simply been making trouble?"

"Can't think of another explanation," Hibbert replied.

The Doctor relaxed suddenly. "Well, I think we've seen all that we can see here. I'm sorry if we've been a nuisance."

"Not at all," Hibbert said. "I'll show you out."

Rose waited until they were in the car before speaking. "He said programmed," she said, and the Brigadier and Liz looked at her in confusion. "When talking about Ransome, he said he may have programmed the dolls to fake his death."

The Doctor nodded thoughtfully. "I caught that, too. Whatever is happening is definitely happening there."

Liz frowned. "What does programming have to do with it?"

"Liz," the Doctor replied impatiently, "does Earth have any technology on this planet that will allow programming something the size of a mannequin?"

She opened her mouth, then closed it. He was right.

"So something alien is going on there, then," the Brigadier said.

The Doctor nodded. "I have a theory. But I need to inspect the orb before I try anything."

* * *

Rose helped the Doctor set up some equipment and take down readings as the Brigadier explained what he saw in the factory. "There was another man there, behind some dividing glass. Ransome talked about him- called him 'Channing', I believe. It took me a while to realize it, but I know that he's the man who led the raid on the hospital. I recognized him from his photograph."

Liz looked concerned. "And what will you do now?"

"I've put a call through to General Scobie. If I can get his authority, I'll surround the place and raid it."

"You might want to put a call down to the morgue as well," the Doctor replied. "From Hibbert's words, it seems they are trying to erase all evidence of what they are doing, and may find some way to dispose of Ransome's body."

"I'll get one of my men on it," the Brigadier replied. "But since we were all exposed to the dummy and are suspicious towards their goals, I suggest we all stay in pairs when not here at HQ. We can't be too careful."

Liz asked about procuring dinner, and they had a short, heated argument over going to the canteen or having someone make a food run. The Doctor interrupted them just as Liz was offering to pay. "Here, come over here, you two," he said and Liz immediately ran over in excitement, though the look she gave the Brigadier was enough to ensure the man that the debate wasn't over. "Look at this."

"You got something?" Liz asked, amazed.

"We have more than something," Rose retorted, holding out the paper as the machine the orb was connected to spat it out.

"What does that thing do?" the Brigadier asked.

"It measures mental activity," The Doctor replied, gleefully. "It's fascinating, isn't it?"

Liz stared at the globe in disbelief. "You mean… there's some form of intelligence in there?"

The Doctor answered in the affirmative. "Rose guessed correctly. This globe is only a container. I wonder how we can communicate with it?"

The Brigadier left when his call went through and Rose smiled at Liz. "Isn't this great? A brain in a globe, without a body! Not something you see every day."

Liz's eyes glowed. "It certainly isn't."

Dear god, they were contagious. If she kept this up, she wouldn't want to leave!


	4. Chapter 4

Final Chapter! Hope you enjoyed this little story~

* * *

Rose exited the TARDIS with a tea tray and a plate of biscuits. The Brigadier picked one up suspiciously before biting in to it; when he didn't turn green or spout any extra limbs, Liz grabbed one as well. Her eyebrows lifted; they were lemon-flavored, and actually quite good.

"So what are you trying to do?" the Brigadier asked as Liz and the Doctor worked the machinery. Liz had taken over for Rose when she had gone to bed around five o'clock in the morning, nearly dead on her feet. Even with the nap she had taken earlier, Liz was feeling the effects of little sleep, and Rose's pronouncement of tea was gratefully received. Tea, apparently, was something that Rose refused to let UNIT take care of; tea-making was almost sacred in her family, and when Liz took a cautious sip she immediately knew why. It was amazing.

The Doctor considered the orb. "Well, it appears that in there we have what one might loosely call a brain."

Rose handed the Doctor a cup. "Let me know how that tastes," she said. "You could have warned me the first time you had different taste buds!"

He took a sip, then smiled. "Perfect, Rose. Looks like milk and no sugar for me this time. Liz, increase to fifty megacycles. If we can establish the frequency on which it operates-"

There was a bang and the machine Liz was operating started smoking. "We overloaded the circuit, I think," she said dryly. With the workout the Doctor had been giving it, she wasn't surprised.

Resigned to the fate of yet another destroyed machine, an occurrence he suspected would be happening a lot in his future, the Brigadier returned to his earlier question. "Doctor, you were saying that this is some kind of brain."

He nodded. "Yes, or part of a brain… an intelligence. That's probably closer to the mark."

Rose looked at it curiously. "Where's it sending it's signals to, then?"

"The rest of itself, surely." He shrugged.

Liz absently twirled her cup around in her hands as she thought. "The other globes that came down?" At the Doctor's nod, she continued, "They're all part of one entity… a collective intelligence?"

Rose beamed at her, but the Brigadier looked serious. "Can it see us?" he asked.

The Doctor laughed. "My dear fellow, it's not sentient."

"No, our measurements prove there's no physical substance inside it." Liz agreed

"But," the Brigadier persisted, "If it has no physical form…"

The Doctor sighed. "Judging from the plastic man that killed Ransome, it presumably has a way to create a physical shell for itself. That's why the plastics factory was so convenient. Otherwise, there would be no point in coming here."

"What does it want with Earth, anyway?" Rose asked.

Liz blinked at her; she was sitting on the table beside the Doctor, legs swinging. She wouldn't have thought the Doctor a type of man who would approve of someone taking up work space like that, but he didn't seem to mind. He merely smiled at her.

"We'll have to ask them that once we stop them, Rose," he replied, as the intercom buzzed.

It was General Scobie, the military liaison, calling for the Brigadier. From the short conversation and the Brigadier's irritation, it clearly did not go well.

"What now?" Rose asked. "You were depending on him for a raid, and now that he's changed his mind…"

The Brigadier frowned. "Go over his head, I suppose. I'll call the Home Secretary, and if I don't get him to revoke the order, I'll go UNIT headquarters in Geneva."

"That's going to take time we may not have," the Doctor remarked.

The Brigadier was clearly annoyed; Liz hadn't seen him this upset. "The old fool. Just because he feels flattered that they made a facsimile of him…"

"Facsimile?" the Doctor asked, clearly confused. "Of General Scobie?"

The Brigadier raised an eyebrow. "A plastic replica, yes. Apparently, they make these things for Madame Tussauds. It's one of their sidelines."

Troubled, the Doctor stood up. "We need to get to Madame Tussauds."

"Doctor," Rose said, worried. "You don't think-"

"It might be possible," he interrupted her. "But I won't know until we visit."

* * *

The Brigadier stayed behind to get permission to storm the factory as Liz and the Doctor went to Madame Tussauds. Rose was left behind to monitor the globe, much to her consternation; however, she admitted the Doctor was right when he said that Liz was more likely to notice something wrong than she was, since Earth was not her home.

They joined a tour group as they entered, quietly making their way through the museum until the Doctor finally spoke. "Well, I think this is the right room. Liz?"

"What?" she asked, looking up from where she had been reading a placard.

"Do you recognize any of these people?" he asked, gesturing at the display.

She nodded. "Yes, of course. I think all that group are top civil servants." She paused, and frowned. "Hey, that's odd."

The Doctor made a curious noise and she walked over to a different display. "They're all government types. There are no astronauts, famous personalities. You know, people like that."

"Yes," he replied, contemplative. He looked around the room, then walked over to a room attendant. "Excuse me. I understand these figures aren't made of wax. Is that right?"

The attendant nodded. "That's right, sir. These are plastic. It's an entirely new process." From the tone of voice Liz could tell he wasn't all too happy with it.

"Are they supplying any more or is the tableau complete now?"

"Oh, they're coming in with them all the time, sir," the attendant replied. "They brought that fellow in just this morning." He pointed at a figure that looked alarmingly like General Scobie.

"That was quick," the Doctor remarked. "When did he visit the factory?"

"Yesterday afternoon," Liz supplied.

The Doctor considered this as they walked over to where the mannequin was displayed. Seemingly uncaring of the audience around them, he got onto the stage and started examining Scobie's replica. Alarmed, Liz hissed at him to get down, lest they be removed from the building.

"Liz," the Doctor asked, calmly, "if you were to make a plastic replica of somebody, would you put a wrist watch on them?"

Confused, she wondered what that had to do with anything, but answered. "Might do, if it had to look really authentic."

"Yes, but would you go through the trouble of winding it up and keeping it at the right time?" He left the stage. "I think you and I better have a word with Lethbridge-Stewart."

They found a phone easily enough, but instead of getting the Brigadier they got Captain Munro- apparently, he was still trying to get the Home Secretary on his side.

"Now what do we do?" Liz asked, as the Doctor put the phone down in frustration.

"We wait for closing time," he replied. "But first, I need to call Rose."

* * *

The TARDIS phone rang as she was detaching the globe from the machinery. Since nothing had changed in the past hour or so, and yet another device had overloaded, it was best to leave the thing be. And since it could still self-destruct, she was reluctant to test it more and risk triggering the program.

She went into the TARDIS, answering the phone with a smile. "I'm still alive, I haven't wandered off, and no, the orb has not changed. Anything else?"

The smile was evident in his tone as he replied. _"Has anyone tried taking the orb?"_

"No. Do you think someone will try and raid UNIT?

_"I'm not certain. But whatever that orb is, Rose, I'm certain it's critical to their plans. You mustn't let anyone take it, do you understand?"_

She nodded, even though she knew he couldn't see her. "Alright. Anything interesting happening where you are?"

_"Not yet. Liz and I are waiting until Madame Tussauds closes so we can investigate some more."_

"Naturally." She laughed. "Oh, I hear Captain Munro coming. I'll call you back."

Rose had just closed the TARDIS doors behind her when Munro walked in, General Scobie and another military officer carrying a box behind him. Munro looked confused, but nodded to her politely. "Here it is, sir. May I ask where you're bringing it?"

"Of course. The Geophysical Lab at Torchwood. They have a specialist on hand for these sort of things," General Scobie replied.

Rose frowned as the officer moved toward the orb. "What's going on?"

"They said they needed to take the orb, Rose, in the name of national security," Munro replied.

She crossed her arms and blocked them. "Well, I'm sorry, sir, but I'm not gonna allow you to do that."

The General stiffened. "Excuse me?"

"You heard me."

Munro looked at her, horrified. "Rose, you can't oppose an order from a general!"

"Yes, I can," she replied evenly. "I am not a citizen of Earth, and therefore do not have to conform to your laws. This orb is under my protection."

General Scobie smiled grimly. "Young lady, Earth citizen or not, I am fully capable of arresting and detaining you until further notice. And if I suspect you to be a national threat, I can very well make sure you will never see sunlight again."

"I have seen worse than you, Sir," Rose replied. "And you don't scare me. But you are not getting this orb."

"I see." General Scobie sighed. "I was hoping it wouldn't come to this."

Faster than Rose could blink, the General was on her, hitting a pressure point that made her crumple soundlessly. Captain Munro made a motion to grab her, but the man that had accompanied Scobie stopped him. "Lieutenant, secure the girl and put her in my car. I'll contain the orb and deal with her myself."

The man saluted and carried Rose off. "What will happen to her?" Munro asked, visibly shaken. For all that he might have held a grudge against Rose from they way she had managed to crack Seeley, he did respect her.

Scobie looked at him evenly. "You may be attached to UNIT but you're still in the army. I suggest you keep your tongue about this incident or I will have you court-martialed for exposing state secrets. Understood?"

Munro hesitated, then nodded.

* * *

It was surprisingly easy for them to hide. They went out and got lunch across the street, and when an hour until closing time came, they entered the museum again. Liz spent a good time in the bathroom questioning her life choices, and when there was only fifteen minutes left, she carefully snuck down the hallway and hid behind the curtains decorating the wall of the room. The Doctor joined her soon after.

When the lights were finally turned off and they heard the attendant leave, they crept out behind the curtain. It was eerie, the shadows in the room taking on shapes that once scared her as a child. "I don't like this," she admitted, quietly, as the Doctor began inspecting the plastic replicas in earnest.

"Oh, there's nothing to be afraid of. They're just dummies." He hid a faint smirk. "Funny how their eyes seem to follow you, isn't it?"

She glared at his back. "Hilarious."

Liz looked around the room anxiously, trying not to let her imagination get the better of her. She jumped, however, when she heard a small noise across the room. "Doctor?" she asked, nervously. When he didn't reply, she repeated his name, a little louder.

"Yes?"

She bit back a scream as she bumped into him. "I… I thought I heard something," she said, shakily.

"It's only your imagination," he assured her.

Liz still wasn't convinced. "Are they plastic?"

"Yes, I'm sure they are," he replied, but he, too, sounded unsure.

As they stared at the plastic replica of a state official, Liz voiced her unease. "But when you talked about the watch, you meant that this is the real General Scobie."

"Yes," he admitted. "And his plastic facsimile is walking around somewhere. Now just…"

Liz interrupted him when she heard footsteps. "Someone's coming."

They ran behind the curtain again, just as the door opened. Liz's heart pounded in her chest as she heard someone enter.

"What's wrong?" someone asked, and she tensed when she recognized Hibbert's voice.

An unknown voice replied. "There's an alien life form here. I can sense it."

Hibbert sounded concerned. "Like the girl that was brought back for detainment?"

Beside her, Liz felt the Doctor tense.

"No, different."

"There is only you and me here, the facsimiles, and Scobie." Hibbert responded tonelessly.

"Scobie, yes," the other person replied, sounding satisfied. Liz let out a slow breath in relief. "Open the door."

Hibbert's voice grew softer as he walked away. "What do you have to do to activate them?"

"Nothing," the mystery man replied. "They know it is time."

They listened as dozens of plastic replicas moved toward the door. Liz gripped the Doctor's sleeve, worried that the movement would disturb the curtain and reveal their hiding spot.

"Where are they going?" Hibbert asked.

"To take their place," was the ominous reply. "It is time for them to begin work."

When they heard the door close, they crept out of hiding, taking in the empty room. Only Scobie remained.

"What are you doing here?"

They whirled to see a shaking Hibbert. The Doctor shushed him. "Channing will…" he stuttered, eyes flicking between them in fear.

"Shush!" the Doctor commanded. "If you tell Channing that we're here, the Autons will kill us, just like they killed Ransome!"

Hibbert touched the back of his neck. "Ransome?" he looked confused for a second before his expression cleared. "I had to dismiss him. Channing said-"

"Channing is controlling your mind!" the Doctor snapped. "You must resist him. Channing is your enemy. The enemy of the entire human race!"

Hibbert didn't seem to hear him. "Channing is my partner. New policy."

The Doctor grabbed one of his shoulders, forcing Hibbert to look him in the eye."Now listen to me, Hibbert. You've got to get away from Channing. Get away and think. Now, come to UNIT. I can help you!"

For a moment, it looked like Hibbert would agree; his eyes cleared, and he moved as if to respond, but when Channing called for him his eyes grew cloudy once more.

With no time to hide, the Doctor dragged the curtain partially around him and Liz, hoping that Channing wouldn't notice the sudden protrusion in the wall.

"What are you doing?" Channing demanded, once he re-entered the room.

Hibbert sounded confused. "I was just check-"

"There is nothing to check!" Channing snapped. "We are finished here. Come, we must hurry if we are to succeed."

Hibbert stumbled after Channing and the Doctor relaxed his hold on the curtain. "The Brigadier must surely be back by now," he said. "We need to get back to UNIT."

"Doctor," Liz said, hesitantly, "Hibbert said something about a girl being brought back. You don't think…?"

His back was stiff. "Rose can take care of herself, Liz. And she's still alive."

"But…"

He looked at her and his eyes were ancient, hiding horrors and secrets that she could never understand. "She is fine."

Liz followed after him quietly, hoping that he was right- she didn't want to see the man the Doctor could become without her.

* * *

The Brigadier had returned from a useless meeting with the Home Secretary, and when he saw the Doctor and Liz burst into his office he forced himself not to groan. "It's no use, Doctor. The Home Secretary thinks we need more evidence, and I can't get to Geneva until tomorrow."

"It's the facsimiles, Brigadier," the Doctor replied. "They're moving, and just left the waxworks. We may not have time."

"Plus they've taken Rose," Liz replied. "You've got to act quickly, before it's too late. By tomorrow-"

The Doctor interrupted. "By tomorrow they will have taken over the key positions in the entire country. Now you've got to move against that factory now!"

The Brigadier looked frustrated. "I can't just act without the proper authority!" he replied. "This is my career on the line, Doctor; you can walk off without consequence, but me and my men will pay the price if I anger those in charge!"

"Those in charge will be the Autons if you don't move," Liz exclaimed. "So you either lose your job, or you become a puppet to alien hands!"

There was silence. "Fine," he finally said. "I'll do what you need me to. We mobilize at eight-hundred hours."

The Doctor nodded. "I'll be ready." He turned to regard Munro for a moment. "As for you, if Rose is hurt in any way, I'll see to it personally that you are reduced to scrubbing floors for a living." He swept out of the room, Liz in tow.

Munro paled. "He really can't do that, can he?"

The Brigadier looked at him. "Rose is a very close friend to the Doctor, Captain. You're lucky he didn't threaten worse." He turned back to the papers on his desk. "And while you are attached to the army, you are still a UNIT soldier, and you only answer to me. You'd do well to remember that in the future.

Munro saluted shakily and left.

* * *

Rose was rather bored.

Scobie had delivered the orb, and her, hours ago, and she had been chained to a pipe in the corner and presumably forgotten about. She had no idea what time it was since her watch had been left in the TARDIS and, if it weren't for her growling stomach, she would have assumed she was over-estimating.

Once Scobie had chained her, he had given the man- Channing, apparently- the orb. "If they move against you, I shall be ready for them."

Channing frowned. "Humans are unpredictable. It is growing more difficult to maintain control over Hibbert."

Scobie didn't even blink. "Hibbert is no longer necessary."

"No," Channing agreed. "We need no one now."

He picked up the orb carefully- almost reverently- and placed it in some sort of device. Almost immediately the machine in the center lit up, and the orb began pulsing. Each time, it pulsed weaker, until the light finally flickered and died. Rose bit her lip and looked at where Scobie and Channing were huddled. From her position she couldn't see what they were looking at, but from the noises she only assumed that whatever had once been in the orb had been transferred, somehow.

"At dawn we will activate the Autons," Channing said.

Scobie nodded sharply. "Good."

"Just a few more hours," Channing had sighed.

Since then, Rose had been alone. Since one arm was free, she had looked through her pockets and found a half-eaten granola bar, and though it was stale and dry she had forced it down. She also found her mobile phone, but the battery was dead so she shoved it back into her pocket in disgust. Another five minutes passed before she remembered that she had a bobby pin in her hair and she scrambled to remember the Doctor's lesson on lock picking as she tried to escape.

The machine continued to pulse, almost like a heartbeat. She wondered if it was somehow alive.

* * *

The Doctor had started building something almost immediately after they had gotten back to the lab, cannibalizing Liz's equipment and, she suspected, a UNIT jeep. At first she had been running on adrenaline, but exhaustion was starting to creep up on her. After checking her watch, she wasn't surprised; it had been almost a day since she had last slept.

"It's almost half-five," she muttered, holding up some wires the Doctor had given her earlier. "Can't we take a break? I can hardly keep my eyes open."

He ignored her. "And a red… here it is. Hold onto those for a moment, will you?"

She didn't even remember grabbing them. "Look, Doctor, I'm pretty sure Rose would have been happy to stay up all night with you, but I've been up for a day now. I need sleep."

He glanced up at her before continuing his work. "Rose isn't here right now, Liz, and if we have any hope of winning, I need to build this. Hand me the green wire, please."

She did so, fuzzily wishing for some coffee.

* * *

The first calls came in shortly after dawn.

Almost immediately, the phones at UNIT began ringing off the hook with reports of plastic dummies coming alive and opening fire on early risers and store clerks. The Brigadier had been helping the Doctor while Liz napped briefly and, after answering yet another call from one of his lieutenants, he slammed the phone down.

The Doctor looked resigned. "It's started, hasn't it?"

"Yes," he said, quietly, a completely different man from the one that had been on the phone. That had been the Brigadier, the man in charge of what seemed to be the last uncorrupted military in England- now, he was simply Lethbridge-Stewart, the man behind the title. Liz felt sorry for how she had treated him before. He was simply doing his job, and he was commanding because he cared, while the rest of the world couldn't care less.

"We haven't got much time," the Doctor said. His tone was one that commanded respect, and even the Brigadier straightened and listened.

He moved to grab the contraption and Liz tried to stop him. "The globe's gone, Doctor. We can't be sure if this is going to work."

"What will work?" the Brigadier asked, crossing the room to look at thing on the table.

"Well, I'm trying to devise a weapon that we can use against them," the Doctor explained, attaching the last few pieces. "Well, it's not very efficient, I know, but it's the best that I can do. And then you've got to take me to the security area of that factory." His tone brooked no argument.

The Brigadier shook his head. "Well how can I? I can't even contact my support platoons, with the Autons attacking communication centers!"

"Then how many men can you raise?" the Doctor demanded.

"Just my headquarters staff."

"Well then," the Doctor replied matter-of-factly, "that will have to do, won't it?"

* * *

Rose finally heard the lock click and she rubbed her wrist from where the handcuff had irritated the skin. Standing on numb legs, she winced and limped from the pins-and-needles that erupted, leaning heavily on the wall as she made her way to the machine. When she finally recovered, she stepped towards it cautiously. It looked like a habitat dome; from the pulsing neuron at the front, she assumed that it was an incubator. But what were they growing?

The door opened and Rose whirled. Instead of Channing, though, she saw Hibbert, pale and sweaty. "What are you doing here?" Hibbert asked.

"I was kidnapped, if you must know," Rose said wearily. "What are you doing here?"

He looked confused. "I… I was…" He looked at the incubator and his expression cleared. "I need to stop Channing. The Doctor said… he said he was an enemy."

Rose's eyes widened. "You saw the Doctor? When? Is he alright?"

Hibbert looked bewildered. "I… yes. I didn't turn him in. Channing whispers in my mind, controls me.. I have to get away!"

Rose crossed over to him and when she felt how sweat-soaked she was she grew concerned. "Are you alright?" she asked, gently.

He shook his head. "I need to stop him," he repeated.

"Alright," Rose said, looking around the room. She found two scrap pieces of metal and handed one to Hibbert. "I don't know where the off-switch is, so it's best we use some kinetic redirection."

Hibbert stared at her blankly. "We smash it," Rose said, cheerfully.

Rose went at it with gusto, the tubes and wires connected to her side sparking and hissing as they were released, a thick, pungent gas escaping as they fell. Hibbert smashed the control panel, a foul-smelling liquid spraying out and combusting as it hit sparking electrical wires.

Channing came running into the room. "Stop!"

Rose glared at him, wielding her metal bar. "I don't think so. I don't know what you're doing here, but I bet it isn't friendly."

Hibbert hid, but called out defiantly. "You can't stop us!"

Channing growled. "You shouldn't have left the factory, Hibbert. And you, you foolish girl. I knew I should have killed you!"

Rose eyed him warily, as Hibbert continued to babble, struggling not to give in to Channing's control. "Channing! I can think when I'm away from you. I know what's been happening. I know what I've done. You've been controlling my mind! The Doctor was right!"

"You've spoken to him?" Channing looked faintly alarmed.

"Leave him alone!" Rose demanded and Channing looked at her sharply. "Now tell me who are!"

Channing hesitated but finally replied. "We are the Nestene."

"Nestene?" she asked, trying to figure out why the name sounded familiar.

"We have been colonising other planets for a thousand million years," Channing replied. "Now we have come to colonise Earth."

Rose blinked. Of course. She had learned about them in history once. They were parasites, travelling from one world to the next, killing off the native species and mining the planet for all available resources. Once the world was nothing but space rock, they moved on to their next victims. They had almost succeeded in taking over her great-grandmother's planet before the military had managed to fight them off. How, she could not remember, and cursed her younger self for not paying attention more in school.

Hibbert made an anguished sound. "You'll destroy us."

"You will be spared, Hibbert," Channing replied. "You helped us."

Rose saw his eyes start to grow cloudy. "Don't listen to him!" she pleaded. "Do you honestly think living is better? Seeing your family be enslaved or murdered, or become hosts to the Nestene themselves?"

Hibbert was shaking, but his eyes remained clear. "If I destroy this… I destroy you."

His back to the Autons, Hibbert didn't see one move. But Rose did. "Hibbert, move!" She screamed, but before he could the Auton fired.

Channing turned cold eyes toward Rose. "Destroy," he commanded. "Total destruction."

* * *

The UNIT forces at HQ were mobilized quickly, but the troops were far less than the Doctor hoped. Still, they arrived at the factory in under an hour and the Doctor pulled out a small cannister of dynamite from his pocket. Granted, it was made in 2312, but it worked, and that was the important part. "Stand back, please," he lock exploded and UNIT rushed in.

"What do you think we'll find?" Liz asked.

"Just keep a hold of that weapon, Liz," the Doctor replied as he followed them.

* * *

Rose ran.

How she had managed to dodge the Auton's laser, she'd never know, but she managed to avoid Channing's grasp, putting the machine between herself and the Auton. It continued firing, ignoring Channing's screeches to stop, and Rose flung herself out the door. After slamming it closed and ramming the pipe just so, in order to prevent the door handle from turning, Rose fled down the stairs.

She had to get to the Doctor, even if she had to run all the way to London.

* * *

Outside, the UNIT forces were attempting to break down the back door. Liz, hearing footsteps, looked up and saw an army squad heading their way. "Someone sent support troops after all!" she said, delighted and relieved.

They came closer, led by none other than General Scobie. "Brigadier Stewart," he said, coldly, "you are under arrest."

The Brigadier didn't back down. "This isn't General Scobie!" he shouted at the bewildered army troops. "Listen to me!"

"Order your men to lay down their arms, Brigadier, or they will be made to do so," the General replied.

The Doctor looked unconcerned. "Well, perhaps I can settle this argument as to whether or not this is really General Scobie." He plugged in the item he was holding and unwound the cord as he approached. "General Scobie, would you be kind enough as to say a few words into this microphone?"

The General looked infuriated. "What sort of foolery is this?"

"Switch it on, Liz!" the Doctor called and a high-pitched wail came from the device the Doctor was holding. While the army soldiers shifted uncomfortably, Scobie collapsed, landing face first on the ground.

"You've killed him!" Captain Munro said in disbelief.

The Doctor shook his head. "I don't think so. You see, he was never really alive." He rolled over the man, to reveal nothing more that a plastic mannequin.

The men that came with the former General shouted in surprise, but the Brigadier quickly took control. The Doctor, seeing that everything was well in hand, briskly walked off. "Where are you going?" Liz hissed as the Brigadier began to re-issue commands.

"If we're quick," he replied, "we can save everyone a lot of trouble; besides, Rose has been on her own in there for quite long enough."

They entered through a side door. Almost immediately after, Rose came barreling down a flight of stairs. "Doctor!" she exclaimed, throwing herself at him. He caught her, hugging her just as desperately as she was him.

"Are you alright?" he asked, checking her over for injury. He frowned as he saw her wrist, skin still red.

She nodded. "They're Nestene, Doctor. They have this… incubator, or something, upstairs. They killed Hibbert when he resisted; I barely managed to get out the door. They did get my jacket, though," she replied, showing where the fabric was singed around a small hole.

His face darkened. "I thought as much. Don't worry; this will be over soon."

Though happy for the reunion, Liz had kept an eye on their surroundings, knowing that the factory was surely guarded. As a result she saw the approaching Auton long before it saw them. "Hide!" she hissed and they darted behind the stairs as the guard approached. The Doctor carefully aimed the amplifier, his other arm wrapped around Rose. "Now!" he told Liz and she switched on the device. The guard fell to floor, its signal to Channing disrupted.

"Where is Channing, Rose?" the Doctor asked, as they made their way upstairs.

"Ransome's old workshop," she replied. "I kinda… locked him in there." She smiled sheepishly.

He smiled at her. "Well, it's best we keep him in one place anyway. It will make the next step easier."

When they reached the door, he turned to look at Liz and Rose. "I want you two hiding out here," he said, quietly. "Rose, I want you and Liz to man the weapon. When I give the signal, turn it on full blast. That should disrupt whatever Channing is planning."

Rose narrowed her eyes. "You aren't leaving me behind, Doctor. I'm going with you."

"You barely escaped last time you were in there," he retorted.

"But I still escaped!" She pointed out. "And what purpose will that serve, going in there alone? A distraction? What happens if Channing does something, and you can't give Liz the signal? Or what if he's waiting for you, and shoots before you can do anything?" She crossed her arms. "It's better with two, Doctor. Liz can manage by herself."

They glared at each other before the Doctor finally relented. "Fine. But you're staying by my side at all times, got that?"

"Yes sir," she replied, sarcastically. She removed the pipe and the Doctor opened the door, dropping the amplifier just inside the door so that it was facing the room.

They strolled up to where Channing was studying the machine- a bit worse for wear, but he had managed to patch it up. He looked surprised to see them, but didn't make a move against them. "You're too late," he said and returned to stare at the pulsing nerve within the incubator.

"On this planet there is a saying," the Doctor replied calmly, holding Rose's hand in his own, "that it is never too late."

Rose smiled, briefly. It was a familiar mantra.

The Doctor moved to study the machine, towing Rose behind him. Channing glared at her. "Good gracious," the Doctor said, staring at the pulsing nerve, "What on Earth is this thing?"

"A lifeform perfectly adapted for survival and conquest on this planet," Channing replied, and Rose could tell he was bragging. Confidence, she thought- the pride before the downfall.

The Doctor gestured at it in disgust. "Is that what you look like on your own planet?"

"No," Channing replied. "We have no individual identity."

"Sounds boring," Rose commented. "Must make Christmas dinners a blast, though. Tell me: how often did your mother mix you up with your siblings? Or mistake you for dad?"

Channing narrowed his eyes at her but didn't respond.

"So this thing," the Doctor continued, walking back over to Channing and gesturing some more, "is some collective brain? Nervous system?"

Channing was beginning to look unnerved at the Doctor's continuous movement. "Humanly speaking, yes," he finally replied.

"Oh, but I'm not human." His voice grew serious. "So, if you live as a group, you can be destroyed as a group, surely?"

Channing stiffened. "You cannot destroy us."

"I destroyed your facsimile of Scobie," the Doctor replied, and Channing looked startled. "Therefore I can destroy all of you."

Channing seemed to have finally had enough. "No one has the power to destroy us, not even you. We are indestructible."

The Doctor smiled grimly and began walking towards the door. "I doubt that." He grabbed the amplifier and, despite Rose's protestations, showed it to Channing. "I can do it with this!"

Channing had a wild look in his eyes. "No one can destroy the Nestenes!" he shouted and fled after turning a dial.

The machine's noises intensified and the lid slowly came up. Rose grabbed the pipe that had once belonged to Hibbert, hoping that whatever was inside was sluggish due to being newly… born. Formed?

"Liz!" the Doctor cried. "Switch it on!"

"It's not working!" Liz shouted in panic.

The Doctor rushed over to the controls, trying them frantically. Rose shouted as a tentacle tried to wrap itself around the Doctor, but as she swung at it she failed to watch out for herself. In an instant, one had wrapped around her middle and was lifting her in the air. "Doctor!" she screamed and he nearly dropped the amplifier while grabbing for her.

Outside the room, Liz frantically worked at the machine, wiggling the connections and hitting various components, her mind scrambling. Why wasn't it working?!

She peered into the room, and instantly wished she hadn't. It was a nightmare come to life- dozens of tentacles had emerged from the tank, wrapping themselves around the Doctor and Rose both, compressing them. They barely clung to each other, Rose clawing at the tentacle around her neck with her free hand. The Doctor's shouts were muffled by the one wrapped around his mouth. It was clear he was struggling to breathe.

Liz raced back to the machine and nearly fainted when she realized that, by carrying the amplifier so far into the room, the Doctor had caused it to come unplugged. She tugged at the cord to get some slack and reattached it. When the high-pitched whistle sounded once again, she collapsed to the floor in relief.

All around London, Autons collapsed as their neurons fried, their connection to one another cut off and permanently severed. The creature in the tank roared in pain, the tentacles tightening briefly before loosening their grip, causing Rose to fall to the ground and the Doctor to stumble briefly before he managed to catch her. She was coughing, forcing air back into her lungs, but her smile was beautiful and brilliant when she realized it was over. "Next time we have a reunion," she wheezed, "can it not be in the middle of an alien invasion?"

He beamed at her. "I make no promises.

* * *

The Brigadier had ordered Liz and Rose back to HQ while he dealt with the clean-up, and the Doctor accompanied them after being more of a nuisance than a hinderance.

Liz tried to sleep, but was once again wired from the ordeal. Rose had made tea, and she and Liz were in the process of drinking the entire kettle and consuming several biscuits when the Brigadier finally arrived.

"So tell me, Doctor," the Brigadier said. "What is that contraption?"

"Basically," Liz replied, as she downed her fourth cup, "It's the same as an ECT machine. Electric Convulsion Therapy," she supplied at his blank look.

"But much more powerful, of course," the Doctor added.

"Well, it worked," the Brigadier replied. He accepted a mug from Rose, taking a hesitant sip. "Doctor," he said, after apologizing to Rose about it being too weak- he was used to straight up black coffee made strong enough to power a small city, practically- "these Nestenes. Will they try again?"

"Possibly," the Doctor replied. "They're telepathic, so they certainly know what happened."

As the Brigadier struggled with his reply, the Doctor walked over to the TARDIS, studying it intently. Rose laid a hand on his arm. "We'll get her working again, Doctor," she said, quietly.

He covered her hand with his own. "I know."

The Brigadier spoke carefully, but there was a knowing glint in his eyes. "If they do decide to launch a second attack, I hope we can count on your help again?"

The Doctor looked at Rose. She raised her eyebrows, and he shook his head. She frowned and shoved him slightly. He sighed and gave in. "Yes, well, before we go into all that, Brigadier, I think we must discuss terms."

Rose beamed.

The Brigadier looked wary. "Terms?"

"Yes. After all, you do want to take advantage of my services again, don't you?" the Doctor asked, his tone slightly ironic. They both knew he had no choice- not right now, at least.

Now relaxed and more familiar with this kind of banter, the Brigadier was able to keep up. "I think you'll find the salary is quite adequate."

"Money?" the Doctor asked, amused. "My dear chap, I don't want money. Give it to Rose instead if you insist upon paying me, but I've got no use for the stuff."

"Gee, thanks," Rose said, sarcastically, but she was smiling.

The Brigadier flickered an amused glance at her. "Then what do you want?"

"Well," he said, leaning against the TARDIS and draping an arm over Rose's shoulder, "facilities to repair the Tardis, laboratory, equipment, and, of course, help from Miss Shaw."

"Very well. Anything you need. Within reason, of course. Is that all?"

"My goodness, no!" the Doctor exclaimed and the Brigadier wilted slightly. "Don't you realize that when I was stranded on this little planet of yours, I had nothing but these clothes that I... Oh, my goodness!" he exclaimed.

"What is it?" Rose asked, surprised at the change in tone.

He looked at her, pity written in his face- a bit too obvious, really, and Rose narrowed her eyes at him, wondering what he was up too. "Well, I've just realized. I don't even own these. I borrowed them from the hospital. And there's that car, too. Yes, you know, I took to that car. It had character," he said, wistfully.

Rose bit back a laugh and patted the TARDIS. "Shhh," she said in a stage whisper. "He doesn't mean it."

The Brigadier, however, wasn't swayed. "No, Doctor. That car must be returned to its owner."

"Must it?" he said, very close to whining. At the Brigadier's silence he finally relented. "Yes, yes, I suppose it must. Still, there's no reason why you couldn't find me something similar, is there?" When it looked like the Brigadier was about to protest, the Doctor hurriedly added, "I mean, it could persuade me to stay, you know."

The Brigadier stared at him, then sighed. "Oh, very well."

"Good." The Doctor's voice barely hid his enthusiasm. "When can we go and choose it?"

"Not yet. I must arrange for a full set of papers first," the Brigadier replied, moving toward the door. He paused, then turned back. "By the way, I've just realized. I don't even know your name."

The Doctor smiled mysteriously. "Smith," he replied. "Doctor John Smith."

* * *

Liz had gone home and the lab was quiet. Rose was curled up in a chair that she had dragged from the TARDIS as the Doctor disassembled the ECT. It had helped save the day, but the technology was still a bit beyond Earth's current time period. He was sure that no one would touch it, but he would rather be safe than sorry.

"Doctor?" Rose finally asked, once he had cleaned up.

He looked over at her. "Yes?"

"How's your memory?"

He tilted his head, getting a faraway expression. "I can remember the war zone, and being pulled back to Gallifrey. The details are still fuzzy, but… yes, I can remember everything much clearer than before."

She was silent, chewing her bottom lip and staring at the floor. He looked at her for a long moment, then sighed. "Jamie and Zoe are safe, Rose. Humans aren't allowed on Gallifrey, and they… they were sent home."

"Why wasn't I?" she wondered.

He knew she wasn't regretful, merely asking out of genuine curiosity. "I'm not certain," he replied. "The moments after my regeneration haven't come back. It's not an uncommon side-effect, since I was forcibly regenerated and not allowed to do so naturally."

"Is that what it's called then?" she asked. "Regeneration?"

He nodded. "Time Lords, when on the verge of death, have the option of rewriting their entire biology. The core of who we are- our memories, if you will- stays the same, but appearance, personality, they all change."

Though Rose still looked a little apprehensive, she said wryly, "Would've been nice for you to tell me that beforehand."

"Well, one doesn't like thinking about their death," he replied and Rose wilted.

The Doctor crossed over to where she was sitting and crouched down in front of her. "I'm still me, Rose," he said, gently. "You know that, don't you?"

She nodded. "I do. I just…" She shifted, and avoided his eyes. "You say you change."

"I did."

"Do you…" she paused. "Do you still want me here?"

He was surprised. "What makes you think I don't?"

"You have Liz, and the Brigadier, and all of UNIT," she replied. "You don't need a lounge singer from the slums."

"Rose Tyler," he said sternly, "you listen to me right now. Have I given you any hint otherwise?"

She shook her head. "I haven't," the Doctor continued, "because you're my plus-one. Where I stumble you stand tall. And I'm afraid I'm rubbish at playing human, so I'm going to need your guidance for once."

She cracked a smile. "Just this once, huh? What about Satellite Prime? And that time with the daisies on Hysperia?"

"You got thrown in jail first," he reminded her. "And anyone could have made the mistake with the daisies."

Her tongue peeked out between her teeth. "Dunno. The card said, quite clearly, that daisies were for proposing and you still used them."

"I hadn't been given much time to read," he replied, haughtily.

Rose giggled. "No, you were too busy trying to escape from the Princess' six arms."

He shuddered. "Don't remind me."

"Still haven't forgiven you for making me marry her instead," Rose said, cheerfully. She stood, making her way to the TARDIS. "My first- and only- wedding, and it's to an octopus!"

"What do you mean by only?" he asked, a strange sensation coiling in his chest.

Rose raised her eyebrows. "I'm travelling with you, aren't I? Why do I need to marry some random bloke-or, in that case, girl- if I got you?" She opened the doors. "Tea?"

"Yes, please," he replied and she vanished inside after another tongue-touched smile.

Relieved, he returned to the table. Though Rose was still upset about Jamie and Zoe- he knew her far too well to assume she had moved on- he knew they would get through this. The stuff of legends, they were. Inseparable and equal.

He grabbed a bundle of wires. He might as well start fixing the TARDIS stabilizer.


End file.
